SpiderMan: The Series SWARM Episode 3
by Triligors
Summary: There is a new student at Midtown High School to everyone he seems like a normal teenage guy. But deep within his past lies a secrets waiting to bee discovered.


"SWARM"

A screenplay by

Triligors and Zev

"SWARM"

FADE IN:

INT. MANHATTAN BANK- HALLWAYS- NIGHT

3 cops patrol (MATT, CLARK and PHIL) the dark, closed bank. The only lights radiate from their flashlights.

MATT

Night shift? I'm getting too old for this job.

CLARK

You're 21 years old, if there's anyone that's getting too old

(points to PHIL)

It's father time.

MATT

Yeah? And I need the sleep

PHIL

Get used to it kid, this is our shift- we have a job, we better darn well do it.

MATT

Not for long.

CLARK

Yeah?

MATT

Going to graduate soon, become a fully pledged cop

PHIL

Oh yeah? You think the police will hire a cop who complains about the late hours?

CLARK

Or on a stakeout, overnight? Working- you never know you might fall asleep and let the criminal slip away.

MATT

Police is one thing, walking back and forth in a hallway with a flashlight, for five hours, that's a whole different story.

**EXT. MANHATTAN BANK- NIGHT, STORMING (Points of Authority by Linkin Park)**

FRITZ MYERS is fifteen-years-old wearing gray running pants and a stuffy dark blue trench coat. He's soaked to the bone by rain. A night bus passes him and he looks towards the bank and grins.

**INT. MANHATTAN BANK- ENTRANCE- NIGHT**

The entrance has a main security entrance at the front and columns that passed along both sides of the walls. Phil leans against a column and lights a cigarette. The main entrance door OPENS behind him. A strong gust of wind comes in, blowing his cigarette out. Phil turns around, scratching his head. After a moment, he dismisses his concerns.

PHIL

Windy out tonight.

Something DRIPS onto his shoe. He bends down and sticks a finger in it. Looks at it closely. We get a LOW ANGLE of him discovering it's...

PHIL

Honey?

Behind/above him, FRITZ descends down the column as if he were on suction cups. He grabs Phil by the head, pulls him off his feet. They leave frame for a moment. Phil lands on the floor, his neck twisted around grotesquely. Three more drops of honey land on him.

**INT. MANHATTAN BANK- HALLWAYS- NIGHT**

Clark hears a dripping noise. He turns around.

CLARK

Hello?

We hear a BUZZING sound. Clark looks around. Nothing.

CLARK

Matt, is this another of your dumb ass pranks? Listen, I'm sorry if I was a little hard on you...

Something lands on his shoulder. He SWATS it. Looks at his hand to see a DEAD BEE. The buzzing ESCALATES.

CLARK

This isn't funny anymore!

Suddenly the buzzing comes from DIRECTLY BEHIND HIM. He draws his gun and turns around. SCREAMS.

**INT. MANHATTAN BANK- VAULT ROOM- NIGHT**

Matt leans against the wall checking his watch. On the center back wall is the bank vault, above him is a security camera.

MATT

Just two more hours Matt and you're home free… for a day.

FRITZ (O.S.)

Do you want to be free... for life?

Matt turns around. Fritz is walking towards him. His eyes were now PURE YELLOW, looking like that of a dangerous animal on the hunt.

MATT

My God...

FRITZ

Not mine.

Matt draws his gun and aims it at Fritz.

MATT

Stop right there!

Fritz continues walking towards him, smiling. Matt aims at Fritz's leg and pulls the trigger. Fritz stumbles a bit, then continues walking unencumbered.

MATT

Who the hell are you?

FRITZ

I am what I am…

Matt takes off running. Fritz walks after him, discarding his coat...

**INT. MANHATTAN BANK – HALLWAYS – NIGHT**

Matt keeps running, trips over CLARK.

MATT

Clark?

He shakes Clark.

MATT

Wake up, man, we gotta get out of here!

Clark's mouth begins to move, as if he's trying to say something. Matt puts his ear to Clark's mouth.

MATT

What is it, buddy? Tell me.

Suddenly he jumps back, screaming. BEES swarm out of Clark's open mouth. The first BEE crawls into Clark's ear. He screams and, after a moment, falls dead. The bees take off.

**INT. MANHATTAN BANK- VAULT ROOM- NIGHT**

Thousands of bees are turning the screws on the vault. A gargantuan task that takes them only seconds. Bees return to FRITZ and his flesh is gradually covered. Leaving no visible flesh exposed! Fritz picks up his coat and walks towards the vault, which falls open in front of him. Then pauses.

**POV. SECURITY CAMERA**

Fritz looks up, directly at camera. Fritz opens his mouth, allowing hundreds of bees to fly out and cover the camera.

FADE TO:

INT. MID TOWN HIGH SCHOOL- SCIENCE

The teacher was up at the front of the room writing the words MUTANT CONTROVERSY: FRIENDS OR ENEMIES. Peter and Jason were in their seats in the corner of the room. PROFESSOR MILES WARREN clears his throat.

WARREN

Today we are going to talk about mutants. Homo Superior Sapiens, an offshoot of Homo Sapiens Sapiens. In recent years this has become a heated political issue, with politicians like our own President Houseman winning on "mutant containment" platforms. We've had everything from reports of mutants "saving the world" to giant robots hunting them. And it will be your generation that will have to deal with these new evolutions.

Liz, who was sitting at the front of the class, raises her hand.

WARREN

Yes, Liz?

KNOCK… KNOCK… KNOCK… Miles walks towards the door, opens it, Fritz stands in the hallway.

MILES

You are late…

Fritz shows Miles his pass.

FRITZ

Myers. Fritz Myers. And I had a… late night.

MILES

Everyone, meet our new student. Although I wish the offices would tell me of transfers ahead of time.

FRITZ

Guess I just slipped through the cracks.

He looks around for an available seat. The only one is by Peter. He sits down.

PETER

Aren't you a little too cool to be sitting by me?

FRITZ

Thanks. Ah. What'd I miss?

PETER

Over the last six years or just today?

FRITZ

Today.

PETER

Just another hot button debate. Hate these things.

FRITZ

Why?

PETER

It's never a debate. All you do is sit there and get told to be tolerant. More annoying than an anti- smoking ad.

FRITZ

So you don't like mutants?

PETER

That's why I hate these debates. Everything I say gets twisted out of context...

MILES

If either of you two young gentlemen have something to say, we're all waiting to listen.

PETER

We should treat them like everyone else.

MILES

What?

PETER

I said we should treat them like everyone else. If they commit a crime, prosecute them. If they don't, leave them alone. You want them to act normal, treat them normal.

FRITZ

Why should they act normal if they aren't?

MILES

Mr. Myers?

FRITZ

If they aren't normal, why should they be held to the same standard as everyone else?

PETER

In the eyes of the law, everybody is normal.

FRITZ

So if you were... 'gifted', you would just button down and work a nine-to-five?

PETER

As opposed to using them to make money?

FRITZ

(likes the sound of it)

Yeah.

PETER

I don't know why these people have their powers. But I think they were meant to do something a bit more important than line their own pockets.

FRITZ

Fascism.

PETER

What?

FRITZ

Fascism. Squelching the individual in service to the state.

MILES

Alright, I think that's quite enough...

PETER

Well, geez, we were having a perfectly fine debate class until a debate broke out.

A bee flies into the room.

LIZ

A bee!

It buzzes towards her. Fritz suddenly reaches out and GRABS it, making a fist around it.

FRITZ

They communicate by pheromones. Your fear attracted it.

He walks to the window, tosses the bee out, and closes it.

FRITZ

Just need to know how to handle them.

He sits back down. Peter looks at him.

PETER

Okay, now you're DEFINITELY too cool to sit next to me.

JUMP SHOT:

INT. MID TOWN HIGH SCHOOL- HALLWAYS

Peter and Jason walk along the hallways of Mid Town High School.

PETER

Don't you think it's just a little odd, he steps off the face of the planet for six years and now he's back, no questions asked?

JASON

You're awfully nosy for a man with a mutant position of "leave them be."

PETER

What, I'm not allowed to be curious? Moreover, where did he get educated? You saw him, he was debating at almost a college level. Back when I knew him, he could barely string a sentence together.

JASON

Maybe he changed. People change, Pete.

PETER

I didn't.

JASON

Yeah, well not everyone's like you.

Peter looks at his wrists, the veins PULSE.

PETER

Tell me about it.

JASON

Hey Pete- everything ok? You're acting kind of jittery there.

PETER

Yeah, sure everything's… get down!

Peter dunks. Jason laughs.

JASON

I don't know what that was man, but either you're loosing your mind or you're really paranoid.

PETER

I could have sworn something felt wrong.

JASON

ESPN?

PETER

Haha, very funny- but, seriously.

FRITZ

Hey Pete.

Peter jumps startled. A bee "orchestra" audible, Peter squints his eyes trying to find out where the noise was coming from. It stops.

PETER

Oh, hey Fritz.

Jason pats Fritz on the shoulder.

JASON

There's the man of the hour, what does it feel like coming back to these parts of the woods.

Fritz looks towards Jason. Confusion. Anger.

FRITZ

Everything's going fine… why?

JASON

Loosen up man. Come on… it's been six years… can you believe it? Where were you all this time?

FRITZ

My family, you know, had to move a lot… they thought I was a bad kid. You know how things go, blow up a mailbox one day, end up criminal the next.

JASON

Yeah, I remember that. Hey listen I'm really sorry.

PETER

We did that? I can't even remember it.

FRITZ

You were there, all right… Parker. Hey Jase, you're really lucky man… Liz, I mean… woo has she gotten uber hot over the years!

Peter notices the unsettled silence and attempts to break it.

PETER

That was pretty cool, what you did with the bee.

FRITZ

Thanks

PETER

You might wanna be careful. I noticed some of his friends at the window. Almost like they wanted to get in.

FRITZ

And why are you telling me this?

PETER

Just thought you might want to know.

FRITZ

Wait, you know what gotta run… or else I'm not going to be able to get to class.

JASON

We can show you the way-

PETER

Yeah…

FRITZ

That would be cool and all, but…

(begins to sweat profusely)

I really gotta go.

Fritz takes off running down the hall.

PETER

What was that all about?

JASON

Beats me.

INT. MID TOWN HIGH SCHOOL- MEN'S BATHROOM

Fritz runs into the bathroom. No one else was in sight. He walks over towards the mirror, looks towards his reflection. His eyes glow yellow and his face… pale yellow.

FRITZ

What's happening to me?

Fritz splashes water on his face and the horrific image was gone. His face and eyes were back to normal. A slow, chilling, HYPNOTIC voice comes from the corner of the room.

VOICES

You forgot about us…

FRITZ

No, I didn't… you're not supposed to be here.

VOICES

You remember the past don't you?

Fritz begins to pace the bathroom furiously.

FRITZ

Parker.

VOICES

He's the reason you're parents hated you.

FRITZ

If he hadn't told them, they'd still be alive.

VOICES

Are they?

FRITZ

They had to die, they didn't understand.

VOICES

We understand…

FRITZ

Yes you do, all of you do.

CAMERA PANS TO THE SIDE revealing a swarm of bees.

VOICES

Reclaim what was yours; reclaim what is yours, make Parker pay.

FRITZ

Of course, it was Peter's fault the whole time. I should do something about it, but what?

VOICES

Kill him…

Fritz freezes in place, in horror. He shakes his head "no"

FRITZ

I can't… I won't… I can't kill

VOICES

Your parents are dead.

FRITZ

I didn't want to kill them, but they gave me no other choice- they were going to report me, weren't they?

VOICES

Of course, and Peter will do the same.

FRITZ

He won't. Peter's my friend he just made a mistake.

VOICES

Friends do not make mistakes. Do we ever lie to you?

Fritz shakes his head "no"

FRITZ

For now Peter remains unharmed, understand? When the time comes I will know what to do.

VOICES

In time, you will kill Parker?

FRITZ

Yes, but not now- I can't kill him now.

A teenage guy, JACOB KRIS, walks into the bathroom. He looks nervously towards Fritz.

FRITZ

You shouldn't be in here.

JACOB

I won't tell any…

The bees SHOOT towards him. Covering him. No visible flesh. Then it was done. GROTESUQE. Hideous. Swollen flesh. Murdered by a swarm. Fritz eyes dart back and forth, scared.

JUMP SHOT:

INT. MID TOWN HIGH SCHOOL- OUTSIDE OF MEN'S BATHROOM

The dead body is placed on a hospital gurney and pulled away. Fritz stands alongside the medics. PRINCIPLE KEVIN, the principle of Mid Town was around 35 years old.

PRINCIPAL

What happened Fritz?

FRITZ

I'm telling the truth, I don't know. I told you all that I know sir. When I entered, he was already dead.

PRINCIPAL

You saw nothing?

Peter and Jason stand nearby observing with the rest of the student body. Peter notices the STING MARKS on the arm as the gurney is pulled past them.

PETER

Jason, you think anything was weird with how Fritz caught that bee?

JASON

If by "weird" you mean "totally badass."

PETER

What kind of person would risk a bee sting just to look cool?

JASON

Peter, we're in high school. People run around naked to look cool. Quit worrying about it. What do you think happened?

PETER

Too many coincidences…

JASON

You're saying he did it?

PETER

It's a possibility.

GWEN

Ah, c'mon...

PETER

Something is definitely up. First day here, we got a bee being caught in one hand and then a student dies of bee stings.

GWEN

You're being ridiculous. Even if there was a connection, we don't even know they're bee stings.

PETER

Then what are they, Gwen?

GWEN

Maybe they're track marks. Maybe he was shooting up. I don't know.

PETER

On the same day Fritz gets back, someone just happens to die?

GWEN

They're called coincidences, Peter. You know, quirks of fate, random chance?

PETER

I don't believe in coincidences. This means something.

GWEN

Like what? Do you think our friend is a killer?

PETER

I've been told that people change. Dahmer was a child once, too. That's when he was our friend, when we were kids. We aren't anymore.

GWEN

What is the beef between you two?

PETER

Nothing. I just think he might've killed someone.

Jason finally speaks up again…

JASON

There's no proof… For all I know Pete, you're jealous. Is that why you pushed him into leaving?

PETER

What are you talking about?

JASON

You don't remember do you, it was six years ago. Fritz's 11th birthday party… he invited us all, you, me, Liz, Gwen… The three of us went off to light a fuse in somebody's mailbox. We were kids. We thought it would be fun… you told your aunt and uncle what happened. They called the Meyers- next thing you know they're moving calling us a bad influence. You pushed them away Peter, who's next?

Jason pushes past him and Gwen looks towards Peter…

GWEN

What's with him?

Peter remains quiet.

FLASH CUT:

INT. NEW YORK CITY MORGUE- HALLWAYS

Urich walks along the hallways of the dirty ridden morgue that had an awkward greenish yellow tint.

INT. NEW YORK CITY MORGUE- EXAMINER'S ROOM

In the center of the room was the dead corpse of Jacob Kris. A white sheet was placed from the lining of his stomach down. A mortician in a white lab coat stands next to the body.

URICH

(examining the corpse)

Jacob Kris…

(he looks towards the mortician)

What are all of these markings? These swellings covering him?

MORTICIAN

Bee stings, at least that's what the tests show.

URICH

What do you think?

MORTICIAN

Bees eviscerate themselves when they sting. They're basically very small kamikaze pilots. But there were no dead bees found on the scene. Not only that, but there are no stingers in the body.

URICH

So it's a new type of bee?

MORTICIAN

Something like that, yes. And a lot of them. Four hundred stings I've counted, and that's only counting his torso.

URICH

Kind of makes you wonder where our tax money goes to doesn't it? How could this have happened? You're saying bees hunted with the intent of killing in a pack, of oh say more than 400 in a public school and nobody knew about it until it was too late?

MORTICIAN

Seems highly unlikely I know, but…

URICH

I'm a reporter, I've seen things and heard things that I don't like to disclose to the public. In other words, I believe you.

EXT. FOOTBALL FIELD- AFTERNOON

Training for the day has ended… Jason spots Liz sitting on the bleachers. He walks over towards her and takes off his helmet.

JASON

So, how was I?

LIZ

Why is it that guys always ask that question first?

JASON

I mean out on the field.

LIZ

Improving?

JASON

That sounds more like a question than a complement.

LIZ

To be honest I know nothing about Football, I just come here for social hour.

JASON

Yeah? Hey, you wanna go on a date?

LIZ

A date?

JASON

Yeah. You know, awkward silences, boring conversation, good-night kisses...

LIZ

You're not making it sound too appealing.

JASON

I did mention the goodnight kisses, right?

Liz laughs.

LIZ

I'll try to make it.

JASON

Great.

POV. BEE

We see through kaleidoscopic eyes spying towards Jason and Liz.

INT. OSBORN MANSION- LIVING ROOM

Harry paces the living room back and forth on the phone.

HARRY

(to PHONE)

I don't care what it takes God Damn it! Just make sure that it's done.

Harry hears the door creak open and he looks to find Peter looking towards him with confusion.

HARRY

(to PHONE)

I'll call you back.

(to PETER)

Hey Pete, just the guy I wanted to see…

PETER

My aunt told me it was something important

HARRY

What's this I hear about a dead body? A teenage guy died today Pete… who was he?

PETER

You can find stories like this in the city all the time, what's so important about this one?

HARRY

Just making casual conversation.

PETER

If this is the year 2020 wake me up, because where I come from talking about a murder isn't known as a casual conversation… besides what can be so important about him anyways?

HARRY

It's not him I'm worried about.

PETER

Huh?

HARRY

It's a transferee- Fritz Meyers, his dad used to work at Oscorp, back in his early twenties- before Fritz was even born… my father was just beginning his business ventures…

PETER

He was beginning his work in genetics.

HARRY

Exactly, a project went wrong… radiated bees escaped… yet there was no sign of any permanent damage. I believe that this recent case proves otherwise.

PETER

Wait, what aren't you telling me? Radiated bees, a dead teenager over at Mid Town High school… where's the punch line?

HARRY

It wasn't a man that killed…

(picks up a manila folder and examines it)

Jacob Kris… it was your friendly neighborhood bumblebee dropping by for some chow mane.

PETER

What are you saying?

HARRY

I've lived long enough to know to always expect the unexpected… this Meyers character has too many connections to the murder…

PETER

(skeptical)

You're saying, he has the powers of a bee?

HARRY

As of right now I don't really know what to believe, but I can't let this scenario get past me… What would it be like to fly?

PETER

(suspicious)

Huh?

HARRY

One of my father's many family mottos, an interesting one though… kind of makes me wonder- if this is true, if Fritz was somehow able to attain the powers of a bee… what else can he do? What's his limit? What's his weakness? Does he have a weakness? Can he fly? What exactly can he do? I've been keeping tabs on him, security personal keeping me informed of his every move… if there's anything you know Peter it would be greatly appreciated, so do you?

PETER

I… I never met him.

Harry shakes his head "ok"

HARRY

Honest answer… well, if you find anything out Pete it would be of great help.

PETER

I'll keep that in mind.

Peter begins to walk out when Harry calls out towards him.

HARRY

Perhaps I can find a cure.

Peter stops and looks back towards Harry with curiously.

HARRY

I want what's best for the company, but a guy's life is at stake here. Maybe he can be helped.

PETER

I…

(hesitates)

I know him, he was one of my best friends, six years ago.

Harry smiles knowing that his plan worked.

INT. JASON'S HOUSE - DAY

KNOCK… KNOCK…KNOCK… Jason opens it.

FRITZ

Hi. How's it going?

Fritz enters and looks around.

FRITZ

Nice place you got here. Colonial influence?

JASON

I wouldn't know. So, what'd you drop by for?

FRITZ

I think my mind is playing tricks on me.

(SINISTER beat)

Was I wrong or was it Peter who felt guilty about it? Told his aunt and uncle. And they told all our parents...

JASON

Yeah! We were so busted!

FRITZ

Forgive me for not being as nostalgic. For my parents, it was the last straw. They didn't want me to hang around all you "bad influences."

JASON

I'm sorry.

FRITZ

It's not your fault. After all, it wasn't your idea... Well, not JUST your idea...

Buzzing noises begin to become more visible, Jason looks around nervous.

JASON

What do you want Fritz?

Fritz grins, nods his head seeing that Jason had an inkling of what he was capable of.

FRITZ

Okay, ya got me. I really came here... to talk about Liz.

JASON

What about Liz?

FRITZ

What would you say if I told you that she was the reason I came back to this two-bit prison?

JASON

What?

Fritz begins to step towards Jason, forcing him to move back...

FRITZ

You hear that buzzing noise?

Jason looks into Fritz's eyes as they begin to flow with the same yellow glow.

FRITZ

Ever since I left... I felt a part of me has changed. Sometimes change is bad, other times it is good.

JASON

What do you want?

FRITZ

Liz, she's mine...

Jason runs towards the phone. Fritz calmly walks over towards the window and opens it. A swarm of bees fly in.

JASON

(to the OPERATOR)

Hello, yes I...

Jason looks behind his back. Hearing the buzzing gradually getting louder. CLOSE UP as the phone falls the ground... CRASH... SCREAM... THUMP!

JUMP CUT:

INT. BUGLE- OFFICES- DAY

Betty Brant was tossed paper after paper.

PETER

Hey.

Betty looks up from her work and sees Peter, she smiles.

BETTY

Hey Pete… or is it Peter?

(giggles out of shyness)

Or…

PETER

Pete's fine… so do you think you'll be able to save an hour tonight? Or is work tying you down?

BETTY

Tonight? What's going on tonight?

PETER

I was hoping that I could take you out to dinner, I know this great place… but, if you don't want to- that's.

BETTY

Yeah, I'd love to.

PETER

You're not pulling my chain are you?

BETTY

You know I was afraid that you were doing the same.

Peter smiles.

BETTY

How are you? You seem somewhat, I don't know- anxious or something.

PETER

You know, things at school- well, they're kinda not going according to plan. One second I'm living in small town suburbia, the next- well, the next I don't even know what's going on, it's confusing sometimes… you know?

BETTY

Agh, actually I don't… but, you know if you need any help you can always come ask me, I might have some suggestions.

Peter grins.

PETER

I'll remember that. So I'll see you later tonight?

BETTY

Yeah

(waving her hair back behind her eyes)

I'll be done in here in about, three hours.

PETER

Three hours? …I'll be there.

EXT. CENTRAL PARK

Liz walks along the park, carrying a book entitled NATURE LIFE'S MANY MIRACLES. Fritz looks down towards the book's title, from behind her back.

FRITZ

Nature, life's many miracles.

Liz turns around and is surprised when she realizes who it was.

LIZ

Fritz, hey…

FRITZ

Waiting for someone?

Liz checks her watch.

LIZ

Yeah, Jason should have been here ten minutes ago.

FRITZ

You know, when I was gone, every day there was only one person I remembered from this little suburbia in Forest Hills and that was you.

Liz blushes.

LIZ

You're just trying to be nice.

FRITZ

No seriously, I don't know if you ever noticed this Liz… but you really mean a lot to me. Even when we were children I couldn't get you out of my mind. For six pain staking years I was away, every day I missed you. I was hoping that you would want to get together some time, maybe tonight?

LIZ

I have to get to work at five…

(notices Fritz and then)

But, I get off at eight.

FRITZ

Yeah, eight's perfect… I've been waiting 6 years Liz, you think a couple of hours is really going to matter.

Liz blushes.

LIZ

I never knew this side of you before…

FRITZ

That's because I've… I've changed a lot in the past six years… sometimes I don't even know who I am anymore.

LIZ

That must be really hard.

FRITZ

My life… it's complicated.

LIZ

Well, maybe I like complicated.

FRITZ

Do you?

LIZ

You never know. So, I'll see you later.

FRITZ

I'll call…

LIZ

Bye…

FRITZ

See ya.

Liz kisses Fritz on the cheek and she walks away. Fritz smiles.

VOICE

So this is her? This the mother of your children? Of your offspring?

Fritz turns to the right and can see bee's swarming around a tree.

FRITZ

She will be.

Across the street a black limo. Inside was a man in his late forties in a black suit and tie watching. His name was HENRY.

INT. LIMO

Henry equips his cell phone.

HENRY

Sir I'm looking at him as we speak, it seems he has a contact of some sort with him…

HARRY (O.C.)

Who is it?

HENRY

That's the odd part sir, I can't hear anything… he's talking to thin air.

The sound of bees can be heard through the sound linkage, with an odd vibrating pattern.

HARRY (O.C.)

That right there, that buzzing noise.

HENRY

What about it sir?

HARRY (O.C.)

I need a sound sample of it, record the message… it sounds as though a voice is talking to him, the sound of the bees vibrating each time with a different rhythm. That might be who he's talking to.

JUMP SHOT:

**INT. DARK WAREHOUSE (Somewhere I belong by Linkin Park)**

Cobwebs were spread all over the warehouse, scattered wooden fragments were thrown everywhere and all that could be seen was a small bed, a small television set, a vending machine that was almost empty and a desk that was obviously made by hand and with no professional skill in the field. Fritz enters the warehouse and sets his backpack down on the floor.

FRITZ

Home.

Bees begin to fly towards him and Fritz looks up nervously.

VOICE

Where were you?

FRITZ

I was out, I didn't come back immediately big deal.

VOICE

You are being followed.

Fritz starts to hover in the air and float alongside the bees.

FRITZ

Don't you think I already know that? Sensitive hearing remember? It will be handled, I assure you.

VOICE

What for Parker?

FRITZ

He didn't step over the line… yet. For now, he lives- he's not to be harmed.

VOICE

He is not to be trusted, he knows too much already. It's your destiny to lead our kind into the future; you are the next step in the evolution of our kind. You must stay alive… it's your destiny.

FRITZ

My destiny, even now it's still too hard to grasp. When I go out with Liz, I'm going to tell her everything… about all of this.

VOICE

No one should ever know our secret.

FRITZ

Why not? Why can't I tell her!

VOICE

Because, you yourself knows what happened to the last people you told.

Fritz lowers himself back to the ground and his eyes were full of sorrow, confusion and hatred.

FRITZ

It was never meant to be like this… why does life have to be so hard?

VOICE

Because that is how it works, we are each born for our own separate purposes- yours was to help us evolve.

Fritz shakes his head understanding.

FRITZ

And so I will, I promise you.

TRANSITION TO:

INT. CENTRAL LIBRARY- COMPUTERS

Urich busily types away at the keyboard. Bringing up files with such headlines as: 14 YEAR OLD SON MURDERS PARENTS, FRITZ ON THE RUN, and JUVENILE HALL FOR TEENAGE KILLER. Urich clicks on the first article and begins to scroll down…

JUMP SHOT:

INT. MEYERS FAMILY HOME- FRITZ'S BEDROOM

It was a small bedroom that belonged to a 14 year old boy, YOUNG FRITZ, who was currently in his bed sleeping. He begins to hear buzzing noises above him.

VOICES

Wake up

Young Fritz opens his eyes, as though under a trance.

YOUNG FRITZ

Hey…

The bees hover above his head and he isn't even afraid, in fact he's happy that his "friends" had come to visit.

VOICES

The police are coming for you Fritz.

YOUNG FRITZ

What?

VOICES

You're parents just called- they're on their way.

YOUNG FRITZ

You're lying!

VOICES

We're afraid not… they're coming to take you away… their scared of you.

YOUNG FRITZ

Why would they be scared of me?

VOICES

They feel threatened by you, they're scared… the police are coming to take you away- to put you to sleep.

YOUNG FRITZ

No.

VOICES

They've had enough of you Fritz.

YOUNG FRITZ

You're lying.

VOICES

Have we ever lied to you?

YOUNG FRITZ

No, you haven't… but my parents- they wouldn't turn me in.

VOICES

Why not? They fear you Fritz, they're scared and they want their fear to go away- to vanish. They're jealous, you were meant for great things- your destiny is to lead our kind into an age of evolution. Your life is beginning Fritz, it's time to take up your rightful thrown.

YOUNG FRITZ

(hesitation)

What do I do?

JUMP SHOT:

INT. MEYER FAMILY HOME- KITCHEN

CLOSE UP In the kitchen drawer were knives, a hand reaches in a grabs one.

VOICES (CONT'D)

They're…

INT. MEYER FAMILY HOME- PARENT'S BEDROOM

Young Fritz staring blankly over his parents sleeping, knife in hand. Tears coming down his eyes.

VOICES (CONT'D)

Sleeping they'll…

EXT. MEYER FAMILY HOME

Young Fritz runs along the sidewalk, alone. Escaping from his past.

VOICES (CONT'D)

Never catch you.

INT. CENTRAL LIBRARY- COMPUTERS

Urich looks behind his shoulder seeing that no one was spying on him, still rattled from the story, but intrigued he continues. He clicks the right mouse and another article appears.

JUMP SHOT:

INT. POLICE STATION- INTERROGATION ROOM

Young Fritz sits in a chair, behind a desk, two interrogators swarm around him. He looks between them, FRIGHTENED, alone.

INTERROGATOR 1

You killed your parents, why!

YOUNG FRITZ

I didn't mean to I swear, the bees- they told me to, they told me that my parents were going to kill me.

INTERROGATOR 2

Bees told you?

YOUNG FRITZ

Yes, they're my friends.

The two interrogators look towards each other, skeptical.

JUMP SHOT:

INT. MENTAL HOSPITAL- ROOM

Fritz lays on one of the mental hospital beds strapped down. Arms and feet CHAINED with a harness. Fritz is injected with a needle.

CLOSE UP:

The needle was property of OSCORP

CLOSE UP:

ANGLE DOWN Fritz stares up towards the ceiling. His body begins to shake uncontrollably. His whole entire body started to convulse and jolt at rapid velocity.

INT. CENTRAL LIBRARY- COMPUTERS

Urich begins to sweat. He closes the computer down, he looks behind his back. He quickly steps away from the computer, puts on his jacket and walks away.

EXT. FANCY RESTAURANT- NIGHT

INT. FANCY RESTAURANT- NIGHT

Peter and Betty were at the table, currently eating their dinner.

BETTY

So, I've been trying to do some research- you know find out who Spider-Man is, where he comes from, what he believes in… I just can't seem to get a hold of him.

PETER

I could help you.

BETTY

You could get me an interview with him?

PETER

Sure, you bet. I actually know that he's wanted to talk to a good journalist; it might take some time… but, yeah- definitely.

BETTY

Thanks.

Peter shrugs as though it was nothing.

PETER

No problem.

BETTY

So, how did you end up being the only person capable of getting a picture of Mr. Mysterious?

PETER

Mysterious?

BETTY

Yeah… I mean, we know nothing about him, who he is, why he does what he does… I mean, it's not every day you see a vigilante running around the city in blue and red spandex.

PETER

I wouldn't call him mysterious though, maybe just protective. But, how I was able to be the only person capable of taking the pictures- who knows, the world has a funny way of working sometimes.

BETTY

Sometimes with you.

PETER AND BETTY

Sometimes against.

BETTY

I'm impressed, I thought that was just one of my mother's many mottos.

PETER

Maybe it still is and she just told other people.

Betty smiles and she looks down towards her hand which was currently holding Peter's, Peter looks into her eyes and grins. Peter's cell phone rings and he looks down towards it…

PETER

Hello?… Aunt May, slow down… what is it?

JUMP CUT:

EXT. JASON'S HOUSE- NIGHT

Peter arrives just in time to see Jason being loaded into an ambulance.

PETER

Jason? Jason!

He gets up close.

PETER

Who did this to you? Was it Fritz?

JASON

Liz...

With that, he loses consciousness.

FADE TO:

**EXT. FOREST- NIGHT (The way I feel- 12 stones)**

Fritz and Liz walk along a dark forest, with the owls cooing from their perch above and the moon shining with sparkling stars. They keep on walking, until they come upon a green grassy hill in which the city could be seen in the distance. Fritz sits down and Liz does the same.

FRITZ

If you look far enough you can see the city glistening in its entire splendor.

LIZ

This is amazing, I never knew there was a place in which you could see the city like this… how did you find it?

FRITZ

I have some friends that showed me the way… listen, about that… there's something, there's something that I really want to tell you. I don't know how you will react, but I just need to get it off of my back… Liz, I'm a mutant.

LIZ

Don't be insane, you're obviously not a mutant… I mean if you were you would.

Fritz begins to hover in the air above her.

LIZ

How are you doing that?

FRITZ

It's what I've been trying to tell you, I'm different… I've evolved.

Fritz lowers himself back towards the ground and wipes the hair away from Liz's eyes.

LIZ

This is amazing, I mean… I never thought I would, I mean.

Fritz shakes his head in understanding.

FRITZ

Trust me, when I started to learn what I could do I felt the same way. That's not all that I can do.

Bees begin to swarm around them, naturally Liz panicked.

FRITZ

Don't be afraid… they're not going to hurt you.

The bees begin to form the letters I LOVE YOU… Fritz begins to hover again, the moon in the background he reaches out his hand.

FRITZ

Take my hand.

Liz looks towards him uncertain.

FRITZ

Trust me.

Liz takes both of his hands and they begin to hover in the air, being lifted high above and over the forest. The bees encircling around them and the moon in the background. Fritz and Liz kiss for the first time, now he fully understood why he came back and nothing was going to take that away.

INT. OSCORP LABS- NIGHT

Harry stands in the labs looking down towards a computer screen with two fellow workers. The screen had a green line running across it with an empty black screen in the background.

HARRY

Run the tape.

The worker sitting in the chair presses a button. We begin to hear the buzzing of bees, blasting out of the stereos.

WORKER

Now, if we rewind it and tune it to the right channels…

The tape plays again, but instead of the buzzing came a static voice.

VOICE (O.C.)

The offspring will come?

FRITZ (O.C.)

Liz is the one.

VOICE (O.C.)

And our evolution will be complete.

The tape ends and Harry looks towards the two workers.

WORKER 2

Kind of makes you believe in ghosts, goblins and demons doesn't it?

HARRY

You have no idea.

INT. MID TOWN HIGH SCHOOL- HALLWAYS

Peter walks along the hallways. He is GRABBED and YANKED around the corner. He could sense it before it came and attempts to act like he was startled.

PETER

Jesus Christ! What's the…

Peter recognizes who it was and relaxes.

HARRY

Shh… come with me.

Harry leads Peter out of the hallways and

JUMP SHOT:

EXT. MID TOWN HIGH SCHOOL- PARKING LOT

An expensive car, obviously belonging to Harry was in the parking lot, having a difficult time blending in with all of the low priced cars around it.

INT. HARRY'S CAR

PETER

What's this about?

HARRY

Remember how I told you, I had a hunch… well, we just picked something up. And trust me you're not going to believe it.

Harry inserts a recorded tape into his tape player and presses play, but it belonged to the CD player which begins to play **"Crawling in the Dark" by Hoobastank** at a blasting volume.

HARRY

Sorry about that, wrong button.

Harry lowers the volume and presses another button and the tape begins to play.

VOICE (O.C.)

The offspring will come?

FRITZ (O.C.)

Liz is the one.

VOICE (O.C.)

And our evolution will be complete.

The tape ends. Harry ejects it and puts it back into a locked box, paranoid.

HARRY

I thought you would know someone who could help.

Peter shakes his head "yes"

HARRY

I don't want him to get hurt Pete, we can find a cure I know it.

EXT. MID TOWN HIGH SCHOOL- PARKING LOT

Across from the parking lot looking towards the car from a distance was Fritz. Peter walks out of the car, sensing no danger and he enters the school. Fritz takes his chance as the car ignition begins. Fritz begins to walk towards the car.

INT. HARRY'S CAR

Harry begins the engine. Bees CRASH into the windshield!

HARRY

What the hell!

A hand PUNCHES into the window and YANKS Harry out of the car by his throat!

EXT. MID TOWN HIGH SCHOOL- PARKING LOT

Fritz RAMS Harry against the car.

FRITZ

I thought I told you're men to stay away.

HARRY

I… want… to… help.

FRITZ

Help! You can't help me, no one can… no one understands.

HARRY

You're parents… they weren't going to kill you… they just wanted… to protect… you.

VOICES

He's lying!

HARRY

Don't believe anything, they tell you… they've been lying to you… they've been controlling you!

FRITZ

You're the ones that lie!

Fritz steps away and spreads his arms into the air allowing the bees to SWARM around him. Fritz looks back towards Harry. Eyes NARROWED.

FRITZ

You and your kind, the human race have always feared what they don't understand. These are my friends, they accept me for who I am, not what I can do.

HARRY

I can find a cure…

FRITZ

There is no cure, only pain! I know what your "cure" entails, I've tried it. It didn't work and it's not going to work now!

Fritz GRABS Harry and PICKS HIM UP…

HARRY

Please, I'm just trying to help.

Fritz THROWS Harry against another car. Harry slumps against it, injured. Not able to stand back up.

FRITZ

I don't need your help!

Fritz walks away, stops, and looks back.

FRITZ

Next time- it's your life Osborn.

BRRING! The end of the school day. Students begin to pile out.

EXT. NEW YORK CITY- ROOFTOPS- NIGHT

Betty Brant waits on top of a rooftop in New York City, for Spider-Man to arrive. She sees the shadow of a man peering down towards her, arched over the water tower above. Then he drops down onto the roof.

SPIDER-MAN

I was told by Peter that a beautiful reporter wanted to meet me here, and I'd say he was right.

Betty grins.

SPIDER-MAN

I've been swinging around this city for just a week and already the public wants to know more. Is that right?

BETTY

Yeah.

SPIDER-MAN

Well, Miss Brant ask away I have all the time in the world.

BETTY

I don't know where to begin, I mean it's amazing. Who are you?

SPIDER-MAN

You know who I am…

BETTY

I mean under the mask.

SPIDER-MAN

If I tell you that I'd have to kill you… that's a joke.

BETTY

Where did you come from?

SPIDER-MAN

I've lived in the city my whole life; it's like a home to me.

BETTY

How much do you weigh?

SPIDER-MAN

165 pounds.

BETTY

You can fly right?

SPIDER-MAN

In general terms, yes I can… but, it's not really flying, it's more like swinging from strand to strand…

BETTY

What's it like?

SPIDER-MAN

It's exhilarating I can say that at least, it's fascinating really. Don't get me wrong, it's not like I'm impervious to fright… almost every time I've had fear before I took off, but once I'm in the air, I just let all of my problems float away.

BETTY

Mind if I quote you?

SPIDER-MAN

Sure.

BETTY

Do you have an address?

SPIDER-MAN

Currently? No, not at the moment.

BETTY

What do you think about the Daily Bugle?

Spider-Man grins under his mask.

SPIDER-MAN

Menace to Society huh? I tend to stay away from reading tabloids Miss Brant.

BETTY

So were you born a mutant or?

SPIDER-MAN

No, but yet I'm not quite sure what happened.

BETTY

Ok, agh… let's see…

Betty begins to flip through her notes.

BETTY

How did you come up with the name? Spider-Man?

SPIDER-MAN

You know, you're probably going to have to ask my manager that one.

BETTY

And, my last question… why do you do what you do? I mean, why are you out there every day risking your life for those you never even knew?

SPIDER-MAN

Because its right, you learn from experience… and when I first discovered what I could do, I was shocked… but, even more so I started to take my life into my own hands, disregarding the responsibility I was given. There's a saying, that a man I knew once told me that with great power comes great responsibility.

FADE TO:

INT. MID TOWN HIGH SCHOOL- HALLWAYS

Peter walks along the hallways. He stops at a door. The bell rings. Fritz exits.

PETER

Fritz, we need to talk.

FRITZ

Peter, I'm surprised- if I remember correctly, it isn't like you to ever skip class.

PETER

Well, this is important.

FRITZ

Have you been talking to Osborn lately Parker? Ask you to intervene? I don't want your help and I don't want your sympathy.

PETER

He's only trying to help.

FRITZ

Help? Last time I trusted someone, I ended up in a mental institute.

PETER

He's not like that.

FRITZ

No? What gives you that idea?

PETER

Because I know him, he wouldn't lie to me.

FRITZ

I knew you too, but still you stabbed me in the back.

PETER

What?

FRITZ

Do me a favor and just leave me alone Parker.

Fritz pushes away from Pete and begins to walk away.

PETER

What you're doing it's wrong. You just don't go around doing whatever you want. Robbing banks, killing people- there's a line.

FRITZ

What truth, justice and the American way?

PETER

I'm serious.

FRITZ

So am I…

Fritz walks back towards Peter. They stare into each others eyes.

FRITZ

Leave me alone Parker, Liz is mine. This is my life. My choice.

PETER

The bees they've brainwashed you.

FRITZ

No, they're only guilty of being the only ones who ever told me the truth.

PETER

Please, you don't know what you're doing.

FRITZ

Yes, I do… don't intervene again Pete.

Fritz PUSHES Peter against the wall. Fritz walks away. Peter looks towards him as Fritz vanishes amongst the other students.

JUMP SHOT:

EXT. MID TOWN HIGH SCHOOL- FRONT ENTRANCE

Spider-Man, perched above the front entrance awaiting for Liz and Fritz to exit the school. Down below Liz exits and Fritz waves "hey" from a distance.

FRITZ

Hey, need a lift?

Liz smiles and accepts his offer shaking her head yes. She begins to follow him, they enter his car, which must have been from an impound lot. The engine starts up and they take off driving.

INT. FRITZ'S CAR

Fritz, at the driver's wheel, looks over towards Liz.

FRITZ

We just need to make a quick stop on the way.

Fritz looks into the mirror and his eyes begin to form into those of an insect. Fritz looks back towards the road and fails to notice the faint image of a man running across the rooftops above following their progress.

EXT. WOODS

Liz, blind folded, is led towards a tree house.

LIZ

Are we there yet?

Fritz takes off the blind fold and Liz can see the tree house standing in front of them, the same one from when they were a child.

LIZ

God it's still here.

FRITZ

I know, imagine that.

Fritz wraps his arm around her back. Fritz smiles.

INT. THE BUGLE- OFFICES

Urich was at his desk typing out a story for the Daily Bugle.

URICH (V.O.)

Recently the city has witnessed a new threat to humanity… mutants.

INT. WOODS- TREE HOUSE

The tree house was old, decrypt and made of wood. There was only a small mattress that was in the back of the tree house.

URICH (V.O.)

But, we must begin to ask ourselves are they dangerous? Or is it simply because we fear what we do not understand?

Fritz takes off his shirt and undoes Liz's blouse and they begin to kiss.

URICH (V.O.)

Where does the line between mutants and human kind begin?

Fritz and Liz fall back onto the mattress and begin to make out.

URICH (V.O.)

There has been another mutant that has haunted this city recently, Fritz Myers.

Fritz and Liz continue to make out as…

POV. OPEN TREEHOUSE WINDOW

ANGLE DOWN Spider-Man looking up towards them.

URICH (V.O.)

They say he has the powers of a bee.

Fritz continues to make out with Liz. He senses Spider-Man's presence.

FRITZ

I'll be back.

**EXT. WOODS (In the end by Linkin Park)**

Fritz jumps out of the tree house and lands perfectly on both feet, his eyes dart back and forth.

FRITZ

I know you're here… show yourself.

URICH (V.O.)

He believes that it is his destiny to continue his evolution, through offspring.

Fritz's eyes cry honey.

FRITZ

Find him.

His mouth elongates and opens like a python's, spilling out thousands of BEES. They spiral around him in an ever-widening circle.

SPIDER-MAN (O.S.)

No need.

Fritz turns. Spider-Man walks towards him.

FRITZ

Kill him.

The bees swarm Spider-Man, covering him like a blanket. Yet he keeps on walking.

FRITZ

More!

Bees continue to cover Spider-Man. He's almost overcome by their weight.

**POV. SPIDER-MAN**

We see Fritz through the eyelenses. A bee walks on top of a lens and tries to sting through it.

**EXT. WOODS**

FRITZ

Impossible!

SPIDER-MAN

Fritz, they've lied to you since the beginning… your parents didn't call the cops. You were played.

FRITZ

They wouldn't lie to me, they're my friends.

SPIDER-MAN

They were going to move away from the plant… they were afraid that your secret would get out.

FRITZ

No, I was born with these powers… it's my destiny!

Fritz throws a punch. Spider-Man BLOCKS. The rapid motion throws some bees off of him. Fritz continues attacking. Each move Spider-Man does causes some of the bees to fly off, leaving him mostly unencumbered save for a few hanger-ons. Each punch or kick that lands is so powerful that it causes a slight SHOCKWAVE, throwing the bees back. The bees flurry around the two combatants like a blizzard.

URICH (V.O.)

What would drive a man to believe that it is his destiny to generate a spawn of a new kind?

Fritz tries to fly away. Spider-Man grabs him by the ankles and BODY-SLAMS him to the ground. Fritz rolls over and sees that hundreds of bees have been CRUSHED under him. He roars in rage!

URICH (V.O.)

Maybe it's the comfort that he receives, in the only place he can look. In friends.

Fritz runs towards Spider-Man, who easily suckers him with a sidestep. He trips Fritz as he runs by. Fritz falls flat on his face.

SPIDER-MAN

Fritz, don't listen to them anymore. If you don't they can't control you.

VOICE

KILL! KILL! KILL!

Fritz slowly looks over his shoulder

FRITZ

KILL! KILL! KILL!

The bees attack Spider-Man once more. He staggers back as they sting him. CLOSE-UP on one of the bees eviscerating itself as it stings Spider-Man, the stinger remaining in place as the bee dies. Spider-Man falls to the ground under the weight of the bees. Fritz gets up and walks towards him.

SPIDER-MAN

Fritz, there are less of them now. They're dying. Fight them!

Fritz stomps on Spider-Man's neck, attempting to suffocate him to death with his right foot.

FRITZ

DIE!

Spider-Man grabs his leg, and holds it just above his neck so that he could breath.

SPIDER-MAN

Your father was involved in a laboratory accident, 20 years ago. He never told you about it because he was ashamed. He didn't mean for this to ever happen to you. Your parents always wanted only what was in your best interest. They wanted to protect you at all costs. Oscorp can help find a cure, they can save you.

Fritz KICKS him in the left side of his face with his left leg. Spider-Man is knocked unconscious and lies still as the bees swarm all over him. stinging him to death. Fritz steps backwards.

FRITZ

You lied! You were lying... weren't you?

The swarm of bees on Spider-Man forms into a FACE, each bee like a skin cell.

VOICE

Of course he was…

But the voice is garbled, indistinct. Like it's lost its cohesion.

FRITZ

But it makes sense… so much sense.

VOICE

He was just trying to lure you into a trap, Oscorp was the company that did this to you.

FRITZ

But what if…

VOICE

He's dead! How can he help you now?

And, impossibly, unimaginably, Spider-Man SITS UP, breaking through the face.

VOICE

Noooo!

He walks towards Fritz, dead bees falling off him with every step. Spider-Man pulls his mask off.

FRITZ

Peter?

Fritz looks towards Peter with a sense of betrayal and nervousness. The remaining bees swarm towards Spider-Man like a living spear. Spider-Man whirls around and shoots out a quick web, covering them. Inside, the bees begin to EAT THROUGH THE WEBBING.

FRITZ

They'll get through!

PETER

Not if you stop them.

FRITZ

They're… they're my friends.

PETER

Friends don't make friends conquer the world, Fritz.

Fritz nods. He RIPS a tree out of the ground and carries it up to the "web-igloo". He raises it just as the first bee breaks loose. It buzzes up and lands on Fritz's nose.

FRITZ

Not anymore.

He brings the log down on the web-igloo, CRUSHING the bees. The bee buzzes off.

PUNY VERSION OF VOICE

You'll pay, Fritz! You'll pay!

Spider-Man SWATS it. Fritz collapses to the ground under the tree and his body begins to shake out of convulsion, he begins to cough out blood.

PETER

I'll get you some help Fritz, everything will be ok.

Fritz shakes his head ok and closes his eyes. Peter stays there when he hears footsteps approaching him from behind. He remembers- his mask was off. Liz looks towards the mask-less Spider-Man from the back.

PETER

Call an ambulance.

Peter stands up, making sure that he didn't turn his head.

LIZ

Who are you?

Peter begins to walk away not turning back, the camera PANS DOWN towards the faint body of Fritz and then towards the Spider-Man mask.

TRANSITION SHOT:

INT. THE DAILY BUGLE- JAMESON'S OFFICE

Jameson stands in the room, paper in hand and cigar in mouth, grinning. Urich was in the room, along with Robert Robertson.

JAMESON

The story of a lifetime- ha, ha! I can already see it now…

Jameson puts his hands out as though reading an invisible headline.

JAMESON (CONT'D)

Swarm…

(puts his hands back down)

Front page news, teenager becomes a bee- begins robbing banks… if people would pay for that Spider-Man character…

URICH

JJ- this paper, it was never meant to hit the news. Fritz, this story is going to sting his reputation- pardon the pun, but you run it- you're going to ruin any chance he has at rehabilitation.

JAMESON

He'll be in an asylum Ben, no harm no foul- the paper runs.

ROBBIE

JJ, think about what you're…

JAMESON

Wait… ha, that's it! I've got it! Spider-Man is in leagues with bee teen, they're working together… two for the price of one. Stop the presses, and hit the paper- it's going in today… I love this job.

INT. MID TOWN HIGH SCHOOL- HALLWAYS - DAY

Peter and Gwen look at Jason across the hall, who's wearing several bandages over his stings. Liz is helping him walk.

PETER

Unbelievable. Man nearly gets stung to death and now he's a babe magnet. "Oh Nurse Nightingale, another pillow if you please?"

GWEN

What about her? A few days ago she's almost Bride of Beezilla, now she's back on top of the world. Gotta admire that... Listen, I'm sorry for not believing you… when you told me. Well, you know- it's still hard believing it, I mean we knew him since we were babies, and now- all of this… it just doesn't make any sense.

PETER

It never does. And the more you see, the less it makes sense.

Gwen looks towards Peter in confusion.

GWEN

You mean sneaking around town and following Spider-Man, right?

PETER

Oh, yeah. Duh.

INT. OSBORN MANSION- LIVING ROOM

Harry was currently overlooking a rollaway hospital gurney that was carrying the injured body of Fritz Meyers.

HARRY

Take him to the labs, there we can find a cure.

Workers shake their heads ok and roll the gurney down the hallway. Harry closes the door. Walks back over towards his desk. The door opens. Harry looks behind his back. More workers and an empty gurney.

WORKER

Mr. Osborn, where is he sir?

Harry closes his eyes…

JUMP CUT:

INT. OSBORN MANSION- HALLWAYS

CLOSE UP: One of the workers turns on his cell phone, and talk into it.

WORKER 2

It's complete.

INT. OSBORN MANSION- LIVING ROOM

Harry shakes his head in understanding and frustration.

HARRY

Dad.

EXT. OSBORN MANSION- BACKYARD

Harry runs out over the backyard and towards the helicopter that was beginning to lift off into the air. In the passenger seat he can see Menken who gives the young Osborn a salute in mockery.

MENKEN

Well, done Harry.

HARRY

Land this thing immediately!

Menken motions for the pilot to begin to take off, the pilot shakes his head ok and the helicopter begins to fly away. Harry was left alone the heavy gusts of wind from the copter blowing in his hair.

INT. PARKER FAMILY HOME- KITCHEN

Aunt May was at the kitchen table sitting across from Peter sipping on her coffee.

MAY

I can't believe that Fritz would ever do something like that. Peter, if there's anything that we can do.

Peter shakes his head "no"

PETER

He's over at Oscorp now, Harry's trying to find a cure… I doubt there will ever be one, though. The only cure is acceptance.

EXT. PARKER FAMILY HOME

POV. BEE

A regular, household bee flies away from the window and towards a beehive. Bees busy at work. Waiting for their next step in evolution.

FADE TO END CREDITS


End file.
